UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): DECEMBER 10, 2003
INFINITY, INC.
(Exact name of registrant as specified in its charter)
COLORADO 0-17204 84-1070066
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification
incorporation or Number)
organization)
211 WEST 14TH STREET 66720
CHANUTE, KANSAS (Zip Code)
(Address of principal
executive offices)
Registrant's telephone number, including area code: (620) 431-6200
NO CHANGE
(Former name or former address, if changed since last report)
ITEM 5. The Company's wholly owned subsidiary, Infinity Oil & Gas of Wyoming,
Inc. ("IOGW"), has entered into an agreement with both Schlumberger Technology
Corporation and Red Oak Capital Management LLC to develop its Labarge coal bed
methane project. The project comprises approximately 25,000 acres (11,500 gross
leasehold acres, 13,500 option acres) in Sublette County, Wyoming.
The agreement provides for the completion or recompletion of five to ten of
IOGW's existing well bores at the Thompson and Riley Ridge pilot area wells, the
anticipated drilling of ten new wells in 2004, and the anticipated drilling of
twenty wells in each of the years 2005 through 2008. Based on the success of the
initial completion program, and after each yearly development phase, the project
will be evaluated for continuation. It is anticipated that the work on the
existing well bores will commence in December 2003 and be completed in the first
quarter of 2004.
Schlumberger has the exclusive right to provide completion services and supplies
for each development phase, including logging, cementing, technical formation
evaluation, perforation, stimulation (including fracturing and coiled tubing
completion services), down-hole pumps, production monitoring and measurement
equipment, and data management and consulting services at prevailing market
rates. Red Oak has the exclusive right to finance a portion of the cost of wells
drilled in the 2004, 2005 and 2006 drilling phases. IOGW will be required to
finance approximately 50% of the drilling and other costs for each phase.
IOGW will pay for the services provided by Schlumberger and Red Oak from
proceeds from the wells in each development phase, secured by a pledge of the
wells completed. IOGW expects to receive approximately 75% of the proceeds
attributable to its working interest from the wells completed or recompleted in
the initial phase until payments ranging from a total of $4.5 to $6 million,
depending on the number of wells completed, have been made. For each subsequent
development phase, IOGW would retain approximately 55% to 75% of the proceeds
attributable to its working interest from the wells included in that phase.
After payout of each phase, IOGW would receive 100% of the proceeds attributable
to its working interest in the wells.
The project will be implemented by a multi-disciplinary reservoir management
team consisting of design and operations staff representing both IOGW and
Schlumberger.
Forward-looking Statements
This Report on Form 8-K includes statements that may constitute
"forward-looking" statements, usually containing the words "believe,"
"estimate," "project," "expect," "plan," "should" or similar expressions. These
statements are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements inherently
involve risks and uncertainties that could cause actual results to differ
materially from the forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to, the availability
of financing for the Company's share of drilling and other costs under the
agreements with
Schlumberger and Red Oak at the times required and on acceptable terms,
continued participation by Schlumberger and Red Oak in the agreement,
fluctuations in the prices of oil and gas, uncertainties inherent in projecting
the timing of development activities, operating risks, liquidity and capital
requirements, the effects of governmental regulation, adverse changes in the
market for the Company's oil and gas production, dependence on third party
vendors and other risks detailed in the Company's periodic report filings with
the Securities and Exchange Commission. By making these forward-looking
statements, the Company undertakes no obligation to update these statements for
revisions or changes after the date of this release.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: December 12, 2003
INFINITY, INC.
By: /S/ JON D. KLUGH
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Jon D. Klugh
Secretary and Chief Financial Officer